| | Hotel Management Fee Calculation and Valuation (all figures $'000) |
| | | Overall Assumptions for Analysis | | | | | | | Overall Assumptions for Analysis |
| | | OperatorKey Money Contribution ($'000) | | | | $0 | | | Base Fee (% of Hotel Revenues) | | | | | 3.25% |
| | | Multiple for Net Base Fees at End of Analysis Period | | | | 6.0 | | | Operating Expenses of Management Company (% of Basic Fee) | | | | | 75% |
| | | Multiple for Incremental Fees at End of Analysis Period | | | | 4.5 | | | Incentive Fee (% of CF after 10% Owner's Priority -$6.6M) | | | | | 26.00% |
| | | Multiple for Net System Reimbursible Expenses at End of Analysis Period | | | | 6.0 | | | System Reimbursible Expenses as a Percent of Total Revenues | | | | | 2.75% |
| | | Discount Rate for Net Basic Fees | | | | 10% | | | System Reimbursible Expenses - Costs (% of SRE Revenues) | | | | | 100% |
| | | Discount Rate for Incentive Fees | | | | 16% | | | Number of Shares Outstanding ('000) | | | | | 100,000 |
| | | Discount Rate for Net System Reimbursible Expenses | | | | 10% | | | Number of Rooms | | | | | 300 |
| | | | | | | | | | | | | | | | | | Cash Value |
| | | | | | | | | | | | | | | | | | Over Analysis | | Present | Discount | Value |
| | Annual Flows from Operations | | | | Year 0 | Year 1 | Year 2 | Year 3 | Year 4 | Year 5 | Year 6 | Year 7 | Year 8 | Year 9 | Year 10 | | Period | | Value | Rate | per Room |
| | A. Hotel Revenues | | | | | $ 19,640 | $ 23,884 | $ 26,115 | $ 26,940 | $ 27,746 | $ 28,534 | $ 29,343 | $ 30,076 | $ 30,830 | $ 31,598 | | $274,706 |
| | B. Hotel GOP before deducting Management Fees | | | | | $5,163 | $8,129 | $ 9,576 | $ 9,944 | $ 10,279 | $ 10,587 | $ 10,904 | $ 11,154 | $ 11,413 | $ 11,670 | | $98,819 |
| | C. Annual Debt Service | | | | | ERROR:#REF! | ERROR:#REF! | ERROR:#REF! | ERROR:#REF! | ERROR:#REF! | ERROR:#REF! | ERROR:#REF! | ERROR:#REF! | ERROR:#REF! | ERROR:#REF! | | ERROR:#REF! |
| | Revenues From Management Contract |
| | | Base Fee Calculation |
| | | Hotel Revenues | | | | $19,640 | $23,884 | $26,115 | $26,940 | $27,746 | $28,534 | $29,343 | $30,076 | $30,830 | $31,598 |
| | | Times: Base Fee Percentage | | | | 3.25% | 3.25% | 3.25% | 3.25% | 3.25% | 3.25% | 3.25% | 3.25% | 3.25% | 3.25% |
| | | Equals: Base Fee | | | | $638 | $776 | $849 | $876 | $902 | $927 | $954 | $977 | $1,002 | $1,027 | | $8,928 | | $5,307.08 | 10% | $17.69 |
| | | Incentive Fee Calculation |
| | | Adjusted GOP (Line B under "Annual Flows" less Base Fee) | | | | $4,525 | $7,353 | $8,727 | $9,068 | $9,377 | $9,660 | $9,950 | $10,177 | $10,411 | $10,643 |
| | | Less: Owner's Priority of $6.6 Million | | | | $6,600 | $6,600 | $6,600 | $6,600 | $6,600 | $6,600 | $6,600 | $6,600 | $6,600 | $6,600 |
| | | Equals: Cash Flow After Owner's Priority | | | | ($2,075) | $753 | $2,127 | $2,468 | $2,777 | $3,060 | $3,350 | $3,577 | $3,811 | $4,043 |
| | | Times: Incentive Fee Percentage | | | | 26.00% | 26.00% | 26.00% | 26.00% | 26.00% | 26.00% | 26.00% | 26.00% | 26.00% | 26.00% |
| | | Equals: Incentive Fee | | | | $0 | $196 | $553 | $642 | $722 | $796 | $871 | $930 | $991 | $1,051 | | $6,751 | | $2,615.26 | 16% | $8.72 |
| | | System Reimbursible Expenses Calculation |
| | | Hotel Revenues | | | | $ 19,640 | $ 23,884 | $ 26,115 | $ 26,940 | $ 27,746 | $ 28,534 | $ 29,343 | $ 30,076 | $ 30,830 | $ 31,598 |
| | | Times: SRE Fee Percentage | | | | 2.75% | 2.75% | 2.75% | 2.75% | 2.75% | 2.75% | 2.75% | 2.75% | 2.75% | 2.75% |
| | | Equals: System Reimbursible Expenses - Revenues | | | | $540 | $657 | $718 | $741 | $763 | $785 | $807 | $827 | $848 | $869 | | $7,554 | | $4,490.61 | 10% | $14.97 |
| | | Total Revenues | | | $0 | $1,178 | $1,629 | $2,120 | $2,258 | $2,387 | $2,508 | $2,632 | $2,734 | $2,841 | $2,947 | | $23,234 | | $12,412.94 | | $41.38 |
| | Expenses & Costs of Management Contract |
| | | Operating Expense Calculation |
| | | Basic Fee | | | | $638 | $776 | $849 | $876 | $902 | $927 | $954 | $977 | $1,002 | $1,027 |
| | | Times: Operating Expenses as % of Basic Fee | | | | 75% | 75% | 75% | 75% | 75% | 75% | 75% | 75% | 75% | 75% |
| | | Equals: Operating Overhead | | | | $479 | $582 | $637 | $657 | $676 | $696 | $715 | $733 | $751 | $770 | | $6,696 | | $3,980.31 | 10% | $13.27 |
| | | Impact Calculation |
| | | Total of Base Impacts | | | | $0 | $30 | $31 | $31 | $33 | $34 | $34 | $35 | $37 | $38 |
| | | Total of Incremental Impacts | | | | $0 | $24 | $25 | $27 | $27 | $28 | $29 | $29 | $30 | $31 |
| | | Total Impact | | | | $0 | $54 | $56 | $58 | $60 | $62 | $63 | $64 | $67 | $69 | | $553 | | $315.77 | 10% | $1.05 |
| | | System Reimbursible Expenses - Costs |
| | | System Reimbursible Expenses - Revenues | | | | $540 | $657 | $718 | $741 | $763 | $785 | $807 | $827 | $848 | $869 |
| | | Times: SRE - Costs as Percentage of SRE Revenues | | | | 100% | 100% | 100% | 100% | 100% | 100% | 100% | 100% | 100% | 100% |
| | | System Reimbursible Expenses - Costs | | | | $540 | $657 | $718 | $741 | $763 | $785 | $807 | $827 | $848 | $869 | | $7,554 | | $4,490.61 | 10% | $14.97 |
| | | Key Money Contribution | | | $0 | | | | | | | | | | | | $0 | | $0.00 | | $0.00 |
| | | Total Expenses and Costs | | | $0 | $479 | $636 | $693 | $715 | $736 | $758 | $778 | $797 | $818 | $839 | | $7,249 | | $8,786.69 | ` | $29.29 |
| | Net Annual Flows | | | | $0 | $700 | $993 | $1,427 | $1,544 | $1,651 | $1,750 | $1,853 | $1,937 | $2,022 | $2,108 | | $15,985 | | $3,626.25 | | $ 12.088 |
| | Pre-Tax Earnings Per Share | | | | $ - 0 | $ 0.007 | $ 0.010 | $ 0.014 | $ 0.015 | $ 0.017 | $ 0.018 | $ 0.019 | $ 0.019 | $ 0.020 | $ 0.021 | | $ 0.160 |
| | End of Analysis Period Valuations |
| | | Net Base Fee Value at End of Analysis Period | | | | | | | | | | | | | $1,126 | | $1,126 | | $434.28 | 10% |
| | | Incentive Fee Value at End of Analysis Period | | | | | | | | | | | | | $4,730 | | $4,730 | | $1,072.30 | 16% |
| | | Net System Reimbursible Expenses Value at End of Analysis Period | | | | | | | | | | | | | $0 | | $0 | | $0.00 | 10% |
| | | Total End of Analysis Period Values | | | $0 | $0 | $0 | $0 | $0 | $0 | $0 | $0 | $0 | $0 | $5,857 | | $5,857 | | $1,506.58 | | $5.02 |
| | Total Present Value | | | | | | | | | | | | Total Present Value and Value per Room | | | | | | $ 5,132.83 | | $ 17.109 |